Welcome to our dedicated page for Integrated Wellness SEC filings (Ticker: WELNF), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Integrated Wellness Acquisition Corp (WELNF) SEC filings page provides access to the company’s regulatory disclosures as it progresses through its lifecycle as a special purpose acquisition company. As a SPAC classified among shell companies in the Financial Services sector, Integrated Wellness Acquisition Corp uses SEC filings to report on its trust account, shareholder votes, extensions of its business combination deadline, and the proposed merger with Btab Ecommerce Group, Inc.
Key documents include current reports on Form 8-K describing extraordinary general meetings, voting results on business combination proposals, charter amendments, and governance changes. These filings detail shareholder approval of the amended and restated business combination agreement with Btab, authorization of new organizational documents for the Delaware holding company IWAC Holding Company Inc., and the planned name change to Btab Ecommerce Holdings, Inc. Other 8-K filings describe extensions of the date by which the company must consummate a business combination and the related impact on redemptions from the trust account.
Proxy statements on Schedule 14A outline the terms of the proposed business combination, the structure of the purchaser and company mergers, and the rights of public shareholders to redeem their Class A ordinary shares. A notification of late filing on Form 12b-25 explains timing for a quarterly report and provides preliminary information about net loss components, including formation and operating costs, accounting and legal expenses, insurance, administrative expenses, and interest earned on the trust account.
On this page, users can review Forms 8-K, proxy statements, registration statement references, and other filings as they become available through the SEC’s EDGAR system. AI-powered tools can help summarize lengthy documents such as proxy/prospectus materials or complex 8-Ks, highlight the sections dealing with the Btab business combination, and point out items related to shareholder redemptions, deadline extensions, and post-combination governance.
Integrated Wellness Acquisition Corp describes how public shareholders can redeem their shares in connection with both its approved business combination with Btab Ecommerce Group, Inc. and a proposed deadline extension. Shareholders may redeem in connection with the December 8, 2025 Business Combination Meeting or the March 12, 2026 Extension Meeting, or both.
As of December 31, 2025, the estimated per share redemption price was approximately $12.91, including accrued interest and less taxes. The company explains different outcomes depending on whether the Extension to September 16, 2026 is implemented and clarifies how shareholders can confirm, withdraw, or resubmit redemption requests through its transfer agent.
Integrated Wellness Acquisition Corp is asking shareholders to approve changes to its governing documents to give more time to close its business combination with Btab Ecommerce or another target. The main proposal would extend the SPAC’s deadline to complete a deal from March 16, 2026 to September 16, 2026.
A companion amendment would let the board choose to liquidate and redeem all public shares at any time during this extension period, including before March 16, 2026. Public holders of Class A shares may elect to redeem in connection with this vote for cash equal to their pro rata share of the trust, which held about $15.3 million, or $12.91 per share, as of December 31, 2025.
The record date for voting is February 18, 2026, with 2,950,891 ordinary shares outstanding, and the extraordinary general meeting is scheduled for March 12, 2026. If the amendments fail and the business combination is not completed by March 16, 2026, the SPAC will redeem all public shares and liquidate.
Integrated Wellness Acquisition Corp provides an update on its planned business combination with Btab Ecommerce Group, Inc. and the expected leadership of the post‑merger public company, Pubco. The transaction involves two mergers that will make both IWAC and Btab wholly owned subsidiaries of Pubco, with Btab’s Class A and Class V common shares converting into Pubco Class A and Class V shares at the Company Merger Effective Time.
The filing explains that IWAC shareholders had previously approved the nomination of Daniel Kennedy as a Pubco director, effective at the closing of the business combination. On January 22, 2026, Mr. Kennedy informed Pubco he can no longer accept the nomination. IWAC now nominates Isaac Freites instead, and the anticipated Pubco board is expected to include Douglas Benoit, Isaac Freites, and Donald Fell as Class I directors, Matthew Malriat and Qun Hua Wang as Class II directors, and Binson Lau as Class III director.
Integrated Wellness Acquisition Corp. received an amended Schedule 13G from a group of LMR investment entities and individuals Ben Levine and Stefan Renold, stating they now beneficially own 0% of the Class A Ordinary Shares as of December 31, 2025. Each of LMR Multi-Strategy Master Fund Limited and LMR CCSA Master Fund Ltd directly holds warrants to purchase 25,000 Class A Ordinary Shares, with an exercise price of $11.50 per share, exercisable after the issuer’s initial business combination and subject to time-based conditions. The filers certify the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the company.
Integrated Wellness Acquisition Corp is asking shareholders to approve changes to its governing documents to give more flexibility around completing its initial business combination with Btab Ecommerce Group or another target. The key proposal would extend the SPAC’s deadline to close a deal from March 16, 2026 to September 16, 2026, with the board allowed to pick an earlier end date.
Shareholders holding Class A public shares can elect to redeem their stock for cash from the trust account in connection with this vote, regardless of how they vote, if the charter amendments pass. If either the extension or related liquidation amendment is not approved and no business combination is completed by March 16, 2026, the company will wind up, redeem all public shares for the cash held in trust and dissolve, and the warrants will expire worthless. A separate adjournment proposal would let the board delay the meeting if it lacks enough votes for the main items.
Integrated Wellness Acquisition Corp received an amended Schedule 13G stating that institutional investors Westchester Capital Management, LLC and Virtus Investment Advisers, LLC now report 0 Class A ordinary shares beneficially owned, or 0.0% of the class. Both firms report no sole or shared voting or dispositive power over any shares.
The filing notes this percentage is based on 75,891 Class A shares outstanding as of December 12, 2025, as disclosed in a prior company Form 8-K. The firms certify the securities were held in the ordinary course of business and not for influencing control of the company.
Mizuho Financial Group, Inc. has filed an amended Schedule 13G reporting that it now beneficially owns 0 common shares of Integrated Wellness Acquisition Corp, representing 0.0% of the class as of the event date 12/31/2025. The filing states Mizuho has no sole or shared power to vote or dispose of any shares and that its prior interest was held indirectly through wholly owned subsidiary Mizuho Securities USA LLC. The certification confirms the position was held in the ordinary course of business and not for the purpose of influencing control.
Bank of Nova Scotia has filed Amendment No. 1 to a Schedule 13G/A regarding Integrated Wellness Acquisition Corp common stock. The filing reports beneficial ownership of 0 shares, representing 0% of the class, with no sole or shared voting or dispositive power.
The bank confirms it is a Canadian parent holding company and states that it owns 5 percent or less of this class of securities as of the event date in the filing.
Integrated Wellness Acquisition Corp is the subject of an amended Schedule 13G filing by several Wolverine-affiliated entities and individuals. The filing states that Wolverine Asset Management, Wolverine Holdings, Wolverine Trading Partners, Christopher L. Gust, and Robert R. Bellick now beneficially own 0 Class A ordinary shares of Integrated Wellness Acquisition Corp, representing 0% of the class.
The report confirms they have no sole or shared voting or dispositive power over any Class A ordinary shares and that their ownership is below 5% of the class. The signatories also certify that any securities referenced were acquired and held in the ordinary course of business and not for the purpose of changing or influencing control of the company.
Integrated Wellness Acquisition Corp held an extraordinary general meeting on December 12, 2025, where shareholders approved several key proposals. They extended the deadline to complete an initial business combination from December 15, 2025 to March 16, 2026, while also allowing the board to choose to wind up the company earlier if it decides. Shareholders approved eliminating the prior limitation that prevented redemptions if net tangible assets would fall below $5,000,001 and ratified BDO USA, LLP as auditor for the year ending December 31, 2025.
In connection with the meeting, holders of 1,109,590 Class A ordinary shares chose to redeem their shares for a pro rata portion of the funds in the trust account. The company estimates the per share redemption amount at approximately $12.90 and expects to remove about $14.3 million from the trust account to pay these holders. The charter amendment implementing the extension and related changes was filed with the Cayman Islands Registrar of Companies on December 12, 2025.